Jamba Juice 2008 Annual Report Download - page 26

Table of Contents
fluctuations in such value could be substantial and could cause our results to not meet the expectations of securities analysts and investors. These fluctuations
will continue to impact our results of operations as described above for as long as the warrants are outstanding. The Jamba, Inc. warrants will expire on
June 28, 2009, or earlier upon redemption.

Selling short is a technique used by a stockholder to take advantage of an anticipated decline in the price of a security. In addition, holders of options
and warrants will sometimes sell short knowing they can, in effect, cover through the exercise of an option or warrant, thus locking in a profit. A significant
number of short sales or a large volume of other sales within a relatively short period of time can create downward pressure on the market price of a security.
Further sales of common stock issued upon exercise of our outstanding warrants could cause even greater declines in the price of our common stock due to the
number of additional shares available in the market upon such exercise, which could encourage short sales that could further undermine the value of our
common stock.


The Company recorded goodwill and trademark impairment charges of $111.0 million and $89.6 million, respectively, in fiscal 2007 for, among other
reasons, the economic downturn and the decline in the price of the Company’s publicly traded common stock. Should general economic, market or business
conditions continue to decline and continue to have a negative impact on the Company’s stock price, the Company may be required to record additional
trademark impairment charges.

Certain provisions in our corporate documents and Delaware law may delay or prevent a change of control of us, which could adversely affect the price
of our common stock. Such provisions in the Company’s amended and restated certificate of incorporation and bylaws include:
• Limitations on the ability of stockholders to amend its charter documents, including stockholder supermajority voting requirements;
• The inability of stockholders to act by written consent or to call a special meeting absent the request of the holders of a majority of the outstanding
common stock;
• Advance notice requirements for nomination for election to the board of directors and for stockholder proposals; and
• The authority of its board of directors to issue, without stockholder approval, “blank check” preferred stock.
The Company is also afforded the protections of Section 203 of the Delaware General Corporation Law which prevents it from engaging in a business
combination with a person who acquires at least 15% of its common stock for a period of three years from the date such person acquired such common stock,
unless board of directors or stockholder approval is obtained.
 
None.
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